Kingdom Hearts III: Fate's Gift
by ChangeInHeart
Summary: A new enemy is after Kingdom Hearts, but for unclear reasons. They're after something else as well and will do anything to get it. Sora and his friends must venture to find this "key" before time runs out. Bad summery
1. Prelude: Days of Darkness

Diclaimer: Don't own Kingdom Hearts or Disney.

"Children are amazing creatures. They can forgive without conviction. They're ignorant to the world; and, yet they understand it a whole lot more than we do…"

Days of Darkness

"The Heartless are coming!" Mass hysteria hit Salem like the thousands of Shadows swarming the streets. People ran away in vain except three elderly women. They watched with satisfaction at the chaos around them.

"AH ha ha," laughed the oldest woman. She wore a long, heavy velvet green dress, with a navy blue collar. She was cloaked in an emerald green cape with the cowl covering her head. Her puffed up gray hair was a mess. "Look, sisters! See how they flee from our powers; and, soon they will marvel us for our youthful beauty!"

"But, Winnie," whined Mary, one of the other women. She was the stockiest and the shortest of the three. She wore a red dress the size of a small tent and a golden cloak. "What about the children? We only managed to call four. One was too old already. And another escaped. Not to mention thou turnst the third into a cat."

The third sister counted on her fingers stupidly. She wore a raspberry dress with see-through sleeves. The skirt was torn to the thigh in several places. Her purple hooded cloak hid her long white hair. "That leaves one child!"

"One child is all that's needed to make us young again," said Winnie. "I've already given her the potion. Come! We must drink her life force while the moon is still full."

They turned to the ancient-looking cottage set deep with in the woods. Inside, the vast open room was stuffy due to the smoldering cauldron in the middle. Next to the cauldron sat an enormous tattered book. It had no title but Winnie stroked it gently as she passed. What was supposed to be a buttoned clasp opened to reveal a single eye. The eye glanced up at its adoring master.

"Didst thou have a pleasant nap, My Precious?" she asked the unnatural book. She turned toward the young girl who sat in a trance behind her. The girl wore a white nightgown and an eerie white glow engulfed her body. "It's time, sisters!"

All three women surrounded the child and began drinking the glowing substance surrounding her. The more they drank, the more the light began to dwindle and the more the child's head dipped lower to her chest. When they finished, the light disappeared and the girl's head bowed to her chest; she no longer showed any signs of life.

"Look, Sisters! We're young again," said Winnie. She looked in a mirror. Her hair was no longer white but a deep red. But the terrible make up job still gave her the look of a middle aged woman with permanently pursed lips. "Well, younger…"

"I'm beautiful again!" said the youngest. Wavy blond hair flowed down her back and bounced as she danced around the room.

"Sara! Get a hold of thyself!" cried Winnie as she hit her in the stomach.

Suddenly pounding sounded on their door. "Witches! Daughters of Darkness! Open this door!"

"Hide the child!" Winnie whispered quickly. Sara and Mary tore the tablecloth off the nearest table and threw it over the girl.

"Witches? There'd be no witches here, Sir," said the stout witch in a fake voice.

"Don't get your knickers in a twist!" growled Winnie furiously. She went to the door and pushed on it to make sure the intruders outside couldn't get in. Mary and Sara followed frantically behind. "We are just three kindly old spinster ladies—!"

"—Spending a quiet evening at home—," added the middle sister as she threw her weight at the door.

Without thinking, Sara shouted at the top of her lungs, "Sucking the lives out of little children!"

"AHH!" Winnie turned and wrapped her fingers around Sara's neck. Mary forced her back to the door to keep everyone out. As she did, she looked up and cried out in surprise.

A man in black and red armor jumped from the second floor balcony. He stood six feet tall and his blue eyes pierced through the dim light. The three sisters huddled together as the mysterious man pointed a key-shaped sword at them.

"Keyblade Bearer!" hissed Winnie as she recognized the sword.

The brown-haired man pulled the tablecloth off to reveal the child. His eyes flashed with emotion. He turned to the witches and said in a deadly voice, "Winifred Sanderson! You have much to answer for."

Behind them the door burst open and the village men all piled in the house. A single man broke away from the group and stumbled toward the prone child, "Emily!"

He shook her in a frantic attempt to draw some kind of response form the girl. No answer. Tears spilled down the man's face and he pulled the child close. The Keyblade Bearer turned his head in shame as a painful howl came from the child's father. He never heard something so terrible in his life before and now he was sure this wasn't the last time: He failed to protect this world from darkness and he failed to protect the children who fell victim to the witches.

* * *

While the villagers dealt with the witches, the brown-haired man went outside. He walked the entire perimeter of the cottage in hopes of finding a hint of what happened to his charges. He found nothing but a few lingering Heartless. They lashed out at him and he retaliated by sending streaks of lightening through their bodies. They vanished in a cloud of darkness and the hearts they captured returned to their rightful owners.

Just as he turned back toward the house, three figures burst out of the forest behind him. One was the village leader's son, a young boy who always seemed to be in a permanent daze. The second was Ansem's young apprentice, Xenahort. And the third and smallest was the small mouse with large black ears, Prince Mickey.

"Sir Malikai!" cried Xenahort. "There's something you must see immediately."

"Have you found them?" Malikai turned to the apprentice with hope. The young man hesitated. Malikai glanced at the boy, who looked to the ground. Fearing the worst, he turned to Mickey, his closest friend and partner.

Feeling his friend's silent pleas, Mickey sighed, "I'd rather not say…At least not here."

"Take me to them," said Malikai firmly.

Mickey beckoned toward the forest and they ran. Xenahort and the boy followed behind them. Minutes later, they arrived at a small alcove. The trees surrounding the area looked charred.

'There was a struggle here,' thought Malikai. He looked around and a gleam caught his eye. He walked across the enclosure and pulled a red and black keyblade from an old oak. There was no need for more clues. Malikai knew what happened here: He failed his charges. They had been swallowed up by the Darkness.

* * *

"Winifred Sanderson," said a solemn looking man. He was the same man who clung to his daughter's lifeless body not three hours ago. Beside him was his wife. No tears escaped her; instead an emotion-numbing shock was on every inch of her face. No words can possibly describe a mother's loss.

"Yes?" Winifred and her sisters were brought to the village center and strung up on the crooked old tree that served as the gallows. She was unnaturally calm about everything.

"I will ask thee one final time…"

"Yes?"

"What hast thou done with my son, Thackery?!" the man's voice broke.

"Thackery?" Winifred screwed up her face in mock concentration, "Hmm."

"Answer me!"

"Well," Winifred couldn't contain herself any longer. She burst out laughing. "I don't know! Cat's got my tongue!" Her sisters started laughing as well. When they were done, Sara fidgeted on her barrel and said, "This is terribly uncomfortable. "

"Have you any last words?" asked Malikai. He felt nothing for the witches and was glad that this ordeal was almost over.

"Sisters," said Winifred. "Sing. Ah…"

"Ah…"

"Ah!"

In a monotone chorus they sang: "Thrice I, with mercury, purify and spit on the twelve tables."

"Don't listen. Cover your ears." The outburst caused chaos among the crowd.

The village leader's son, who held the witch's spell book, almost fell into a trance. Emily's father grabbed him and shouted, "Listen to them not!"

The boy snapped out of his daze and dropped the book as he covered his ears. As it hit the ground, the book opened on its own accord and began flipping its pages until it landed on a spell that got Winifred's attention.

"Fools! All of you! My ungodly book speaks to you," she shouted to the crowd. The villagers were too scared to get any closer; but, Malikai charged forward to try and close the book. He got his hands on the cover and a serge of electricity shot through him. It hit with so much force that it tossed him back and left him in a tangled heap. "On All Hallow's Eve when the moon is round, a virgin will summon us from under the ground."

Mickey and Xenahort ran to Malikai's side. He winced as he sat up. Many of his limbs refused to work. Winifred sneered at him from her perch as she finished the spell. "We shall be back. And the lives of all children will be mine!"

Thunder erupted as the sisters cackled despite their predicament. Emily's father signaled to the hangmen and they kicked the barrels out from under the witches. They fell at the same time and a single crack rang through the night.

* * *

The bodies of the witches were disposed of. Emily's father offered his condolences to Malikai, "They were good friends to Emily and Thackery. I will miss them as much as my own children. Hast thou found their bodies?"

"No." Malikai shook his head. "I apologize. If I had been on top of things: Emily and Thackery Binx would still be alive. They all would be."

"None of this is thy fault, my friend," said Mr. Binx firmly. "Thou art not to blame! Please go and be at peace. And don't be hard on thyself."

Mr. Binx left to tend to his wife, who still said nothing about what happened. As he passed, Mickey showed up and said, "I'm sorry about Thackery and Emily. I sure am gonna miss them…"

"Thank thee, Your Highness. Thy words hearten me."

Mickey walked up to Malikai, who stood staring up at the crooked tree. "Malikai? Are you alright?"

"I'm finished," he said after a long silence. "I'm not worthy of being the Keyblade Master anymore."

"What?! But you can't quit! So you made one mistake—."

"A mistake that cost four children their lives."

"Malikai…" Mickey watched his friend sadly. Malikai was trying not to show his inner turmoil.

"A mistake like that should not have happened on the Chosen One's watch— On my watch." He summoned the Keyblade and looked at it in silence. With a pained expression, he pointed it at the sky. A key hole appeared in it and a spiral of light cascaded down toward the Keyblade. It engulfed Malikai's hand and swallowed the sword. "It's time the Keyblade chose someone else."

As the Keyblade faded away, the warm sensation Malikai felt while holding it disappeared as well. He let his hand fall to his side; but his gaze lingered in the sky as if to keep the Keyblade's image in his mind.

Finally, he let out a sigh and turned away from the tree. He made to leave, but, at the last minute, turned to Mickey and said, "When the Keyblade reveals itself again, promise me you will help who ever it's chosen."

Mickey hesitated, trying to come up with some argument to convince his friend to not give up. But coming up with nothing, he finally gave in, "I promise…"

"Thank you, Your Majesty." With that said, Malikai left.

* * *

An obeah woman walked through the forest in the dead of night. No one was around to disturb her business. No one except Xenahort.

The silver-haired young man came back to the Sanderson House and the alcove to figure out what happened during the day's tragedy. He wouldn't have noticed if he hadn't looked up from the spot where Sir Malikai slaughtered the Heartless. Not sure of her intentions he followed her back to the alcove.

As the mysterious woman stepped into clearing, she looked behind her. The apprentice was forced behind a tree. She looked around before heading to the middle of the clearing.

"I know ya are following me," she said aloud, addressing Xenahort. "So why don't you come out from behind dat tree."

Xenahort walked cautiously out to meet her.

"Who are you?" The woman knelt on the ground to examine it.

"My name is of no concern to you." She pulled something out of the folds in her dress and brought it to her mouth. Whispering in an unknown language, she put whatever it was on the ground. A second later, Xenahort felt something brush past his foot.

"But you…I know you." She didn't look at him, but said in a clear tone, "Xenahort. Your ambitions will destroy all your master has worked toward. And you will bring this and all other worlds into darkness."

For a moment, Xenahort didn't understand what she said. Then all he said was, "Well thank you for the warning—."

"It was not a warning," she cut in. "I was stating a fact."

Angered by her dark prophecy, he demanded, "What is your purpose here?"

"To set the future in motion." She stood up and raised her arms toward the heavens. "Hear me, O' Kingdom Hearts. Today you took what was rightfully yours. You hold with in you the key to uniting both Light and Darkness. I ask that you release it to me so that the worlds may once again be at peace!"

The clouds parted to reveal the moon; but it was different: It was shaped like a heart. Xenahort watched in awe as light shot from it to the ground. It so blinding that he had to cover his eyes. But the woman was not fazed; she grinned as the light presented her with the key. A small child floated unconsciously four feet off the ground. Suspended above her was an eerie blue light. As the light died down, it revealed a crystal object that was severely cracked and, in many places, pieces were missing.

When she saw the state of the object, the woman shook her head and frowned, "So much pain. These scars may never heal."

Though he couldn't see, Xenahort heard every word. He wondered what she was talking about. Behind them, there came a sort of scuttling sound and what sounded like small padded feet.

"Well done, my precious. Here is but another who has suffered much tonight. I am afraid I cannot break your curse for it feeds on the guilt in your heart." Xenahort tried to open his eyes; but, the light was still too bright and he was forced to close them again. "You must first forgive yourself and that takes time. So to help you bear your burden, I put in your care this fragile piece. Protect it at all costs, for it is needed to set things right…Ya best be getting along…I cannot hold the gate open much longer…I fear that days of darkness will be on us all before long…"

The strange woman's voice died away. As Xenahort tore open his eyes, he realized that he was alone in the alcove. There was no sign of the woman or the strange light from the sky. He looked up and the moon was normal once again. With more questions than answers, he stormed away from the accursed place. The woman's stern voice still echoed in his head. _You will bring this and all other worlds into darkness…_

In bushes, just a few feet away, was a black cat with sad eyes. It meowed quietly to itself as if it were crying. In its mouth was the blue crystal and the light inside faded in and out in sync with the cat's crying, as if it too were crying…Many dark times lay ahead.

**_To be continued..._**


	2. Ch 1: Rekindling of the Black Flame pt 1

"_There are some people who live in a dream world, and there are some who face reality; and then there are those who turn one into the other." –Douglas Everett_

Chapter One: Rekindling of the Black Flame part 1

It was a quiet evening, full of cheerful screaming children. What do you expect on October 31, one of the most active days of the year? Little gremlins dressed up in cute costumes, bought from a store or hand-made, running loose in the neighborhood, trying to get the most candy before bedtime. These festive activities struck jealousy in the hearts of teens and joy in the hearts of old. The sound of doorbells ringing and shouts of "Trick or Treat!" could be heard from every direction. The giggling, the chattering, the happy screech of laughter…

"It makes me sick!" huffed Pete. He stood a good 7 feet tall; a giant among midgets. He wore a dark blue and red body suit. The fat cat came here on orders from Maleficent to find more people to make into heartless. So far, he hadn't had any luck. Not in this world anyway. He left the happy going-on behind him as he tried to find a quiet place to think.

It was just last year that Maleficent took over the World That Never Was and the keyblade master disposed of the Organization XIII. Things were quiet and heartless were in decline. Whatever that kid did to the darkness was making Pete's life miserable! And this happy Halloween Night wasn't making things any better. Pete came out of his musing to find himself standing outside a small desolate graveyard. He looked past the gates. There was nothing fancy about it…But…It was dark out and that made it look spooky. 'Maybe I should get outta here!' The cowardly cat started walking backward when he felt a heart teeming with darkness pulsing in the direction of the cemetery. A tall figure appeared out of nowhere and stood hovering over one of the gravestones. But as Pete tried to get a better look, the shadow vanished. Pete shook his head, blinked and squinted his beady eyes. Instead of the shadowy stranger, there was what looked like a cat. It was too dark to tell what color it was. Pete just grumbled and left without a second thought. But as he turned the corner, he looked back. Something still bothered him; the stranger may have disappeared, but the presence of Darkness was still hanging over the graveyard. He gave an involuntary shudder and walked on, "How do I get myself into these situations?"

Pete decided to try his luck with the upper class section of this town. Wealthier people tended to be very greedy and greed always beckoned to the heartless. He wandered around until he found the largest house in the neighborhood. The white colonial revival stood three stories tall. Every light was on in the ground floor and laughter could be heard emanating from the open windows. Pumpkins and haystacks piled up on either side of the front gate. Pete sensed a rebellious heart contained within its walls. As he stepped toward the entrance, however, two more black hearts were attempting to sneak up on him. He turned and found two teenage boys blocking his path.

"Looky what we got here! What are you supposed to be, Old Man? A werewolf?" scoffed the tall one in the leather jacket, "What'd you think, Ice?"

"I say he looks more like a fat cat!" laughed the one call Ice. "Hey, Old Man, got any smokes? Or maybe we should relieve you of your wallet?"

"Fat Cat? Old Man?!" Pete snapped. "You kids otta watch yourselves! Who knows what kind of trouble you'll get yourselves in?"

The teens burst out laughing.

"That's it! You asked for it!" Pete towered over them. He had snapped. He summoned large amounts of Darkness and thrust it into the pranksters' chests. Their laughter was cut short and both ended up crying out in agony. Pete smirked as he pulled his arms away; in his hands were their captured hearts. The teens watched blankly as the hearts disappeared in a haze of Darkness. Then fleeting horror struck them as the Darkness engulfed their bodies. As the Darkness dissipated, two small Shadows stood in their place. Pete scowled at how weak their hearts turned out to be.

"Oh well," he said, turning back to the house. "A heartless is a heartless." Turning back to the Shadows, he ordered, "Return to Maleficent! Now!"

The insect-like heartless disappeared into Darkness leaving behind two silver ghost-like beings. The Dusks wobbled around without any sense of direction.

"ACH! _Nobodies!_" Pete pulled out his sword and dispatched them immediately. "Disgusting little creatures!"

Behind him, the front door opened, forcing him to take shelter in the Corridor of Darkness.

"Did you hear something?"

"It's probably just the guys from school scaring kids again. Are we going?"

"Wait, Max. This is a bad idea. Let's go home!"

"C'mon, Dani. You're the one who's so interested in the stories. Why not make a believer out of me?"

"But Max—."

Pete stepped out again as the threesome passed him. The heart Pete sensed a minute ago left in the same direction as those kids. So he followed them at a distance using Darkness to cloak his presence. Walking in front of him was a boy and girl in their teens and a younger girl in between them, chattering away happily. The rebelliousness had to be coming from the young man. The way he stood and talked said in plain English: "Rebel without a Cause".

Houses began to shrink in quantity as they traveled further toward the woods. The noises from the town all but disappeared. The creaks and moans of the barren trees got louder. The wind whispered through the dead leaves telling the intruders they weren't welcome in this forgotten place. But still they ventured in deeper. Pete's eagerness bled away the farther he went in. He jumped at every little sound. These kids were nuts to go this far alone! He stopped, debating on whether or not to abandon this mission. Maleficent had other, more efficient ways of getting heartless.

He made to turn around when, out of the corner of his eye, a large shadow passed behind him. Pete froze in place. He began to whimper. This wasn't how he envisioned his death! The oversized cat trained his eyes forward. There were no signs of the children. Not wanting to face the unknown behind him, he forced his legs to move and fled deeper into the ancient forest.

Relief came when he ran headlong into something hard. As the lights died away, Pete realized it was the side of a cottage. 'An old one at that,' he thought as he took in its condition. Shingles were missing from the roof. The wood was soaked through and smelled of rot. Cobwebs hung from the gutters and the window panes were cracked.

Just when he thought it was abandoned, light came flooding out from the windows. Pete pulled himself up to a window seal and peaked in. The kids he followed were inside. To his left, he heard a soft thud. He looked briefly and did a double take. Sitting next to him was a black cat. It stared at him with piercing eyes.

The staring contest lasted for seconds until one of the kids spoke up. The cat broke contact to look inside.

"So what was the story again?" asked the rebel, Max.

Pete listened closely as the older girl related the story of three witches who stole the lives of children so that they could be young forever. She told of the death of Emily Binx and the disappearance of her brother. She told of the witches' vow to return from the grave and to steal the lives of the children of Salem.

"Winifred Sanderson said that they'd return on All Hallows Eve when a virgin lights the Black Flame Candle," the girl finished. The room, and even outside where Pete was hiding, were still. Pete did everything he could to stop anyone from hearing his chattering teeth and the knocking of his knees. Inside, the little girl was silent with fearful awe. The storyteller looked smug as her words sank in. Max could hardly contain himself:

"What a load of bull! That story was only invented to spook people away from this place during Halloween," he said.

"How can you say that this is bull when there's a ton of evidence sitting right under your nose?!" exclaimed the older girl. "Here stands Winifred's cauldron!"

"Could've been used for cooking. Or…It's a major fashion statement."

"What about her book? It sits _right here_. It carries her most deadliest spells!" countered the girl.

"The book's a fake for all we know," the rebel stated. "And this candle here…This so-called 'Black Flame Candle'; it could be a fake too!"

Pete watched as the boy sauntered over to a single ominous-looking candle sitting in front of the window. He ducked his large mass as the kid grabbed at the explanation plaque beside it. He read, " 'The Black Flame Candle: said to be made from the fat of the Hangman.'" He look at the girls glaring at him and said in a mocking tone as he pulled a lighter from his pocket, "So…Let's light the sucker and meet the old broads!"

But, as the rebel came close to the wick, the window shattered. Pete flung his hands over his head to protect it from falling glass. The black cat launched itself at the boy and attempted to claw at his face. The boy, who'd been caught by surprise, fell to the floor, pulling at the feline. As he was about to hit it, though, the cat streaked off, spitting as it left, "STUPID CAT!!"

"Okay, Max. You've had your fun," cried the little girl. She started crying during the commotion. "Can we go home now?"

"Man, I hate Halloween!" said Max as he got up, "C'mon, Dani. Let's get out of here."

Pete kept silent as the kids left. When he was sure they were gone he made his way into the house. Walking through the front door, he saw more of the abandoned cottage than he glimpsed through the window. The cauldron mentioned stood suspended in the middle of the room. Overhead hung a rickety looking chandelier, the fake candles glowing with electricity. In the corner, next to the door was an old fashioned cash register and glass cabinets full of forgotten souvenirs. Next to the broken window he'd hidden under was a staircase leading up to the second floor. Next to that, the room branched off into what could have been a dining area. Across from that doorway was a fireplace that hadn't been used for more than three hundred years.

Pete walked over to the spell book the teens argued over. It looked like an ordinary old and tattered book with an elaborate clasp to keep it shut. An idea came to him. He didn't know much about magic and spells, but Maleficent did. Perhaps the witch could find something of value in its pages. He grabbed a nearby blockade post and broke open the glass casing the book was in. He pulled it from under the broken glass and placed it in one of his many pockets.

As he turned toward the candle, something caught his attention. A sort of shimmering came from a fist sized crack in the wall near the fireplace. Pete bent down to get a closer look: A small gem was wedged inside. It took him several long minutes to get his fat fingers into the hole to pull out the forgotten artifact. When he managed to finally get it out, he realized that while the gem emitted a soft blue glow, it was severely cracked and, in several places, missing large pieces.

"What a load of junk!" said Pete. "No wonder they stashed it there. It prolly ain't worth much…But… still…I can't go back to Maleficent empty-handed. Otherwise, she'll have my hide nailed in her bed chambers!"

Pete stood up and took a final look around the cottage before resting his gaze on the fiendish candle that stood out like a sore thumb. Something in his gut told him that this was a container for a storm of Darkness that accumulated over the centuries. Just looking at it sent shivers down his spine. But, like before, fear of his boss overrode his fear of everything else. Pete picked up the lighter the troublemaker dropped and stood with his hand poised over the wick.

'Mise-well get this over with,' he thought as he clamped his hand over his eyes and turned away as he lit the candle.

Nothing happened.

Pete looked around. A warm orange flame flickered on the candle. He let out the breath he had been holding and giggled hysterically: it's just a gimmick.

Then the flame burned black.

A gale of wind blew through the open door and the broken window causing the house to creak and moan violently. The lights overhead burst out, darkening the room. Pete made for the door, but it slammed shut of its own accord. The floorboards under Pete's feet began to quake and emit an eerie green light, causing Pete to fall over. High-pitched cackling sent him cowering behind the cabinets as fire replaced electricity in the chandelier above. Flames roared to life in the fireplace and under the cauldron as the cackling grew louder.

As quickly as it came, though, the wind died down and the quaking stopped. But Pete was petrified in place; he couldn't move a muscle if his life depended on it.

Just as he got feeling back in his legs, the door blew open and the sound of cackling entered the house. Pete chanced a peak from behind the counter. Three odd-looking women walked in. The first one was a slightly heavy woman with flaming red hair bunched into giant, puffy pigtails. She held her clawed hands up in excitement.

"We're home!" Pete couldn't see what she wore because the second woman stepped in his line of vision. Now _she _was heavy. Her red dress was like a tent. Her black hair looked like someone took an electric mixer to it. The third one had wavy blond hair and was, in Pete's opinion, the most beautiful of the three.

"Beautiful Revenge," said the first mumbling to herself. The other two danced around in glee. Pete stayed as quiet as he could.

"My curse worked perfectly! We're back."

"That's because you are perfect," the second one sucked up. Apparently the red-head was the oldest. She and the fat one moved further in to the house, while the blond looked stupidly around.

"I knew I left the cauldron on, when we left." stated the fat one as she studied the hunk of iron. The red-head looked around and noticed the dark candle flickering against the broken window.

"But who lit the Black Flame Candle?" Pete began to sweat as he watched the woman draw closer to the window. He prayed silently, hoping that he hadn't left anything behind that would give him away. The power of Darkness in the room was overwhelming him and he didn't want to find out if they were stronger than Maleficent.

The red-head was deep in thought when she glanced over to the spot where she left her precious treasure some time ago. Only it wasn't there.

"Where is it?! Where's my book?!" She ran franticly to the broken case, in hope that she was seeing things. The fat one did something peculiar. She began to sniff the air. She walked around the room as Pete started to hyperventilate. He seriously hoped he didn't stink too much…After all, he hadn't taken a bath in a couple of weeks.

"Book! BOOOOK! Where are you, Darling?!" The fat one walked up behind the red-head as she searched the floor around the case on hands and knees.

"Winnie…I. Smell. _Children!_"

"Sick 'em!" Winifred growled. Whoever was hiding took her precious book and she was going to take it back!

The blond dropped the dead looking rat's tail she pulled from the rafters and followed the others around eagerly. The large one sniffed the air and identified the scent.

"It's a little girl…seven… maybe eight and a half."

"Oh! Let's play with her!" squealed the blond. She began to sing, "_**Come little children. I'll take thee away in**_—."

The redhead silenced her by covering her mouth as they neared the intruder's hiding spot behind the counter. "Come out, my dear. We will not harm you."

"We LOVE children," cried the fat one as she slammed her fist on the counter. But what jumped a foot in the air was no child but giant black cat wearing a bodysuit. They stared at him and he them. No one moved for over a minute.

Then the red-head turned slowly to the fat witch and advanced on her.

"N-Now, Winnie," stuttered the fat one. "I'm sure I smelt children. This place reeks—!"

"You and your stupid shenanigans have failed me for the last time!" she grabbed the red dressed witch by the neck and pushed her backwards. The blond kept staring at Pete, who was now drenched in sweat. She smiled and asked, "Can we keep it, Winnie?

It took Pete a moment to realize that she meant him. That slowly brought him out of his petrified shock.

"Absolutely not," Winnie cried. "We don't need it mucking up my house!"

"Now wait just a moment!" Pete snapped out of his reverie. He bristled when the red- head referred to him as a common house cat and, even more when she called him a vermin. "I'm not somethin' that gets stuck under yer shoe! The name's Pete and I'm Maleficent's second in command!"

The red-head snorted.

"What's so funny?"

"I didn't think Maleficent had fallen so far as to hire a fur ball like you." She crossed her arms, walked over to Pete and sized him up, "Of course, she always did prefer brutish yes-men with no brains for lackeys."

"Humph!" Pete glared at her. He wasn't an idiot lackey. He was the commander of Maleficent's heartless armies! And he wasn't going to be intimidated by this witch…at least…not completely!

"Now if you will kindly take my spell book out of your left pocket and give it back; I have some questions that need answering while the night is still young!"

_**To Be Continued…**_

A/N: HAPPY HALLOWEEN EVERYBODY!!!!! Well here's my next installment. This be out last halloween, but nothing was coming to me. This chapter is supposed to be longer but I didn't want to exceed 7 pages. So I split it up. Anyway I hope to get the next chapter up in an hour or so. If not it should be up in a day or so...but if I don't get a review soon I may just hold it hostage...And for those of you who are hoping to see Axel I hope you review....'cause he shows up in the next chapter. Again Happy halloween!!!!


	3. Ch 2: Rekindling of the Black Flame pt 2

_"It's the unknown we fear when we look upon death and darkness, nothing more."-Albus Dumbledore_

Chapter 2: Rekindling of the Black Flame part 2

"What is the year?" The second Pete handed the book over the red-head began interrogating him.

"Let me think…" Pete, who was not from here, had no idea how time worked in this world. "I picked up a newspaper yesterday…I think it's 1993."

"Three _hundred_ years," said the red-head smugly. "We've been gone for three hundred years, Sisters!"

"How time flies, "said the fat sister, grinning, "when you're dead!"

The three laughed hard while Pete began to sweat again. He raised the dead! Oh Maleficent isn't going to be happy when she hears about this.

"What is the Universal Year?" asked the red-head as she stopped laughing.

Pete blinked. Universal Year? Does she know of the other worlds? The red-head answered that question for him.

"Oh, come now! Did you honestly think I wouldn't know that other worlds exist? How else would I know about Maleficent? I also know that you're not from around here. Judging by how you're an animal, I'd say you're from Disney Castle!" She walked around him as she spoke, then stopped and folded her arms, "Now, what is the Universal Year?"

"2005."

"So it's been ten years since that wretch with the keyblade thwarted me."

"Who?"

"The Keyblade Master!" the red-head shouted, "That noble trolup 'Sir Malikai'! Aaaaaahhh!"

"Don't know nuthin' about a 'Sir Malikai' but Maleficent and me have been havin' problems of our own with the Keyblade Master! A pair of 'em actually!" Pete growled at the humiliation dealt out to him by Sora and the King's lackeys as well as Riku's betrayal.

The red-head stopped in the middle of her temper tantrum, "A pair?"

"Yeah! Two of them! Best friends even!" Pete answered, not really noticing the turning gears in the red-head's mind. "Maleficent wants revenge on the both of 'em."

"Two Keyblade Masters?" she said thoughtfully. "So Malikai passed on the torch…But why are there two?"

"Winnie?" the blonde sister looked at the red-head in idiotic wonder.

"Shh! She's thinking," chastised the fat one.

Then the red-head looked up at Pete as if they just met, (even though they did a few moments ago), "Oh, where are my manners? Forgive me. I am Winifred Sanderson!" She took the hand of a very confused Pete and shook it vigorously. "And these… are my sisters," she said this with a tone of disgust, "Sara and Mary."

The blonde smiled and waved while the fat one curtsied nervously several times.

"Now. May I have the name of our knight in shining armor? I don't think I quite caught it the first time" Winifred placed her hand lightly on the towering cat's shoulder and inclined her ear toward him to emphasize her question.

"Name's Pete." Pete said slowly, unsure of where this was going.

"Pete. I want to thank you for saving us. But I'm afraid I'm going to have to ask you for a favor."

"A favor? Sure." Pete felt himself relax. Despite the overwhelming amount of Darkness he felt earlier, Winifred seemed, for all intents and purposes, far kinder than Maleficent. When Maleficent wanted something done, she'd threaten to turn him into a heartless or throw things at him. And since he valued his life, betraying her wasn't an option.

"You see, before I lost to that wretch, Malikai, I had in my possession a very rare item," the witch began to wail. "But I'm afraid he took it!"

"Um… I don't mean to sound like a hypocrite or nuthin', but Maleficent's orders come first." Pete stated apologetically.

The wailing became even louder. Pete jumped back as the two sisters rushed forward to console their sister.

"Don't worry, Winnie. We'll find it."

"Please don't cry!"

Pete sighed. This is what he gets for sticking his nose where it doesn't belong. He strolled over to the distraught woman; his large mass nudging the two sisters out of the way.

"If you tell me what it looks like, I'll keep an eye out for it." He gently patted the woman on the back.

I-it's…it's small, can fit my hand," she said between hiccups, "and it emits a blue light."

"Is it a crystal with several large cracks?" Pete suddenly remembered the crystal he found awhile ago.

"Why yes…Yes, it is." Winifred said, wiping her nose on Mary's sleeve.

Pete pulled the crystal out of his pocket.

Winifred clapped in relief, "You found it!"

"Was here the entire time." Pete stated as the witch took it from him. "I'd best be goin' now. Maleficent doesn't like to be kept waiting."

As he opened a portal to the Corridor of Darkness, he felt three pairs of hands grabbed him from behind.

"Hang on!"

"Look…I ain't kidding about Maleficent…If I'm late, she'll skin me alive!" Despite the grip the sisters had on him, he began to move into the Corridor.

"Will you hold on for just a second?" cried Winifred as she and her sisters made an effort to pull the big cat back. "I have a proposition for you."

"What?" Pete turned.

"Allow us to come with you."He shook his head.

"I doubt Maleficent would like it."

"Listen, you said that Maleficent wanted revenge on the Keyblade Masters, correct? A Keyblade Master has given me—us—grievances in the past," She explained. "It's only natural that those who share ideals should work together. I'm sure Maleficent would agree."

"What's your relationship with Maleficent anyway?" Pete was curious. The witch mentioned that she knew Maleficent several times now.

"Well, we're not exactly friends; but," Winifred held up a hand to stop Pete from interrupting, "we're not enemies either; which is why I know she'll hear me out."

Pete considered it for a moment, "Oh, alright. I suppose it won't hurt."

Winifred instantly took his arm in hers and led him into the Corridor of Darkness while her sisters trailed behind, "Now tell me everything that's happened…"

The black cat, who had been hiding beneath the stairs, darted toward the vanishing portal, unnoticed.

* * *

The Grey Area was a large, spacious room. It had several couches and tables used for relaxing; all different shades of grey and white. The wall opposite of the doorway was made up entirely of glass, overlooking different parts of the castle and the giant chasm below. Other than a grumbling moogle in black robes, the room was devoid of life.

It was here that Pete decided to enter the Castle That Never Was. The castle was abandoned after the Nobodies left. Despite the damage it took from last year's incident, Maleficent still believed it suited her purposes perfectly. What Pete didn't like about it was how depressing many of the names were: Nothing's Call, Hall of Empty Melodies, Naught's Skyway…and the like. For "people" who wanted to be whole again, they certainly liked flaunting their nonexistence.

"So _this_ is the World That Never Was." Winifred and her sisters stepped out of the portal and went straight to the window. To Pete, there wasn't much to look at because the Grey Area was somewhere in the lower part of castle; but if one has been in limbo for three hundred years, then anything would be intriguing.

"Big hole," giggled Sara. Winifred glared at her in contempt before turning to Pete.

"I take it Maleficent is somewhere in the upper castle." Pete nodded.

"Yep. Ever since we finished the reconstruction, she's been stayin' in the tallest tower." The big cat walked toward the only door. "I think the Nobodies called it the "Alter of Naught." The former head honcho stayed there. It the best place in the whole castle to view Kingdom Hearts. Anyway let's get going."

The second they left the observation room, Winifred tried to leave in a different direction.

"Don't wander off. This castle's huge and you might get lost." She huffed and followed behind the small group. While Pete informed his sisters about different parts of the castle, the green-robed witch made note of every place they passed and began muttering to her book.

After Pete led them through the Hall of Empty Melodies, He stopped in front of the darkened doorway on the second level and shuddered.

"Is something wrong, my good captain?" asked Winifred, noticing the big cat's hesitation.

"It's nothin'. I just don't like going through this room. It gives me the willies." Pete muttered in a low voice and stepped forward. "Well, no time for dallying, mustn't keep Maleficent waiting."

Like everything else in this castle, the oddly proportioned room was different shades of white and grey. On either side of the rising ramp were floor panels. There were twelve in all, six on each side. All were red with the exception of the one on the far right. Set up above each panel were the remains of doorways or portals. Each panel supported a different type of weapon, save one panel that had been so damaged it was hard to make out. At the top of the ramp was a rather large portal; above it was the Roman numeral: I. Pipes seemed to spread away from the portal like metal vines with thorns. Everything seemed to be doused in dull blue and red lights. There was a heavy sort of silence to the room. If you've ever been to a cemetery then you can understand what they felt as they walked though.

"What is this place? It feels like a graveyard," said Sara in a subdued voice. She tread cautiously through the room, afraid that something might happen, because she and her sisters were not allowed to step foot on hollow ground.

"This is the Proof of Existence," said Pete in a higher pitch than usual. "From what Maleficent said, Organization XIII used this room to remind themselves and others that they existed once. So yeah, guess you could say it's a graveyard of sorts."

"Interesting…" Winifred said to herself as she looked around at the desolate area. A plan was quickly coming together. But in order to execute it, she had to get rid of her accursed sisters and the cat. As it was, the cat was ushering Mary and Sara toward the large portal at the end of the ramp.

So as they neared Maleficent and the tower, she decided to put her plan into action. She made to take a hall that branched off from the one they were in when Pete stopped her, "I ain't kiddin' about getting lost. This place is like a maze." But his expression clearly stated, "Maleficent will kill me."

"But I need to use the little witch's room. Three hundred years is a very long time…"

Pete sighed and pointed her in the right direction, "Down the hall, first door on your right."

Winifred curtsied, "Thank you. I have no problem tracking my sisters. No need to wait for me. After all, 'we mustn't keep Maleficent waiting.'"

As soon as she rounded the corner, she pressed her back against the wall and waited. When she couldn't hear the trio of idiots anymore she made her way back toward the main castle.

"I need more information before I can completely execute my plans," she opened her book. "Book, my darling, please lead me to your silent brothers and sisters who sit forgotten in this empty world." The book flipped through its own pages, before stopping on a glowing white page. A sphere of light erupted from it and floated off in a general direction. The witch followed.

The light led her to the castle's library. This room also shared many of the castle's appearances. Even the books were white. Neat piles were stacked on several tables as well as tucked away on the shelves that lined the walls.

Winifred made her way over to one of the tables. A book had been left open. She decided to start here:

_I find myself envying the children. Perhaps some fundamental difference exists between those who become Nobodies as adults and otherwise. The longer you have lived, the more you are positioned to lose with such a gamble. But a child can look forward, unafraid even in the face of immeasurable odds. I doubt they even see __life as a gamble the way we do._

She flipped through several pages:

_The gears of Xemnas' plans have begun to spin wild since the loss of half our membership at Castle Oblivion. The results are there, but can this state of affairs fairly be called a success? If Kingdom Hearts can be said to possess a mind of its own, it is surely rejecting Xemnas - no, rejecting Xehanort. Roxas left the Organization today._

She went to the back of the book:

_How did this come to pass? When did Roxas grow strong enough to outmuscle me? What were you rea__lly after— _

She tossed the book aside and moved to a bookcase and started pulling books from the shelves, hoping to find more about the man in charge. She was sure she heard that name somewhere before. She pulled a book and heard the sound of gears turning. The bookcase swung open to reveal a large square object that emitted a humming sound. Coming from a time without technology, the witch had no idea what a computer was. She poked at the small square knobs tentatively.

"**ERROR! DOES NOT COMPUTE.**"

"Wha! Who's there? What is this sorcery?" Winifred jumped as a voice came from the strange contraption. She punched more strange buttons.

"**ERROR! ERROR! ERROR: DOES NOT COMPUTE!**"

The beeping just got louder. Frustrated, she kicked the foreign mechanism. It was like kicking a stone wall. In addition to a gong-like sound, Winifred hurt her toe. She let off a string of curses unbecoming of a lady. However, the beeping finally stopped.

"_Despite not having any memories of the incident, she still refuses to cooperate. I am given no choice but to keep her isolated and secret from the others. Xigbar may have already guessed who she is, but it matters not. I can silence him if I must... It's for her own good. If she were to have any contact with the Keyblade Master, it could prove disastrous. I must not let her regain her memories. I cannot allow Xion to remember._"

The voice stopped speaking and pictures moved across the glass window. Winifred watched in confused interest. The scene before her looked like the shores of the Dark Margin. There were two cloaked figures. One sat on a rock, facing the sea. The other smaller figure stood off to the side.

"_I've been to him; he looks just like you."_ The one on the rock spoke. The other remained silent.

_"Tell me do you remember your true name?"_

_**To be continued…**_

**A/N: ****Okay I lied. I said Axel would be making an appearance this chapter and he didn't. But he will next time. And, yes, I know it's a slow start but it's a necissary piece. It'll pick up I promise. Also, this is a slight AU. When I started writing this, 358 and BBS weren't out yet. This was to be what I thought might have happened in the two games. So if you read this story and something doesn't quite fit in with the actual Kingdom Hearts storyline, it's because I changed it. But I promise I'm trying to stay as close as possible to the actual storyline. Next chapter, the story starts to pick up. The last scene was from deep dive. Yes, I know the other figure was really Roxas, like I said this is an AU story. I came up with this when that scene was still unclear (if you ask me, it's still confusing. Roxas has blue eyes but that cloaked figure's eyes were gold). Anyway I'm not really satisfied with the ending, but I'm happy to take suggestions. Please review; I wouldn't mind a little constructive criticism. Also I wanted to thank my recent readers, your comments motivated me to finish the chapter. Thank you!**


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